8-KLeadership Changes

PNC FINANCIAL SERVICES GROUP, INC. 8-K Report, Executive Changes (Mar 1, 2011)

Filed March 1, 2011For Securities:PNC

Summary

This 8-K filing from PNC Financial Services Group, Inc. on March 1, 2011, primarily details the compensation structure for its top executives for the fiscal year 2011. The Board's Personnel and Compensation Committee approved eligibility for the Chief Executive Officer and the next three most highly compensated executive officers to receive annual incentive awards under the 1996 Executive Incentive Award Plan. The incentive awards are capped at 0.2% of 'Incentive Income,' which is defined as consolidated net income with specific adjustments for taxes, extraordinary items, discontinued operations, and acquisition/merger costs. The committee retains discretion to reduce these maximum awards based on performance factors similar to those used for other executives. Payouts, in cash or equity, are slated for the first quarter of 2012.

Key Highlights

  • 1PNC's Compensation Committee approved 2011 annual incentive award eligibility for the CEO and top three other executives.
  • 2Awards are governed by the 1996 Executive Incentive Award Plan, as amended.
  • 3Maximum award for each eligible executive is 0.2% of 'Incentive Income' for fiscal year 2011.
  • 4'Incentive Income' is based on consolidated net income, adjusted for specific items like taxes, extraordinary items, and acquisition costs.
  • 5The Committee has the discretion to make downward adjustments to the maximum award amounts.
  • 6Awards will be payable in cash, equity, or a combination thereof.
  • 7Payments are scheduled for the first quarter of 2012.

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